PRACTICE
Five disciplines. Integrated delivery. One firm.
Our practice is structured around the legal disciplines that cross-border industrial transactions require. Not rebranded generalist work — purpose-built specialization within a single integrated team.
SECTORS AND PRACTICES
How to read the firm.
The firm is organized along two axes. Sectors describe the industries in which we advise — where the client operates, what the client produces, which regulatory environment the client inhabits. Practices describe the legal disciplines we deliver — the technical work that closes the transaction.
Every mandate combines both. An industrial manufacturing acquisition is a sector engagement; the M&A, regulatory, and structuring work within it is practice. A reconstruction-project financing is a sector engagement; the project finance, sovereign risk, and DFI work within it is practice. We staff every mandate with partners from both sides simultaneously.
Cross-Border Investment Structuring
“The structure is the strategy. Poorly structured capital does not deploy — it leaks.”
LED FROM WARSAW
We structure the capital that flows into regulated industrial sectors across Europe and Ukraine. Fund-to-target architectures, holding vehicles, bilateral investment treaty pathways, co-investor arrangements, and the cross-border tax and regulatory work that determines whether institutional capital can actually reach its intended target.
Core work
- Fund StructuresClosed- and open-ended vehicle design for industrial sector exposure.
- Holding ArchitecturesCyprus, Netherlands, Luxembourg, Poland structuring with UA target exposure.
- BIT Pathway AnalysisBilateral investment treaty selection and investor-state protection.
- Co-Investor ArrangementsTerm sheets, rights frameworks, and minority-investor protection structures.
- Mezzanine and Hybrid CapitalConvertible instruments, PIK structures, and preferred equity in industrial targets.
- FDI ScreeningEU Regulation 2019/452, national implementations, CFIUS where applicable.
- Beneficial Ownership TransparencyInstitutional-grade ownership frameworks for banking and DFI partners.
- Cross-Border TaxWithholding, treaty optimization, OECD Pillar Two considerations.
Representative engagements
2026 · POLAND/LUXEMBOURG — Fund structuring for a family office deploying into CEE industrial manufacturing, across four target acquisitions in specialty chemicals and precision engineering.
2026 · UKRAINE/NETHERLANDS — Investment vehicle design for a Western co-investor participating alongside a DFI in Ukrainian energy infrastructure.
2025 · GERMANY/CYPRUS — Restructuring of a holding architecture following a change in German FDI screening law affecting industrial manufacturing assets.
Regulatory & Export Controls
“Compliance is not a cost center. It is the condition on which the transaction depends.”
LED FROM ATLANTA
Regulatory and export-control work for cross-border industrial transactions. EU dual-use classification, national export-control implementation, sanctions compliance, FDI screening, and the cross-border regulatory architecture that modern transactions require.
Core work
- ITAR Licensing & ClassificationDSP-5, DSP-73, DSP-85, CJ requests. U.S. Munitions List classification.
- EAR ClassificationCommerce Control List classification, BIS license applications, license exception qualification.
- EU Dual-Use (Reg. 2021/821)Classification, Union General Export Authorisations, national implementation.
- MLA and TAA StructuringNegotiation, royalty frameworks, audit rights, technology-transfer controls.
- Sanctions ComplianceEU, UK, OFAC screening; Russia, Belarus, Iran, DPRK regimes; counterparty analysis.
- FDI ScreeningEU Regulation 2019/452, national implementations, CFIUS coordination.
- End-Use CertificationUkrainian EUC structures, transshipment documentation, end-user monitoring.
- Sustainable ComplianceCBAM, CSRD-adjacent sector work, critical raw material due diligence.
Representative engagements
2026 · EU/UKRAINE — EU dual-use classification and SSEC licensing for a specialty-chemicals cross-border joint venture.
2025 · GERMANY/SOUTH AFRICA — AWG licensing architecture for a German industrial minerals trader with South African offtake.
2025 · EU/USA — Sanctions-compliance restructuring for a European industrial holding with U.S. beneficial-ownership exposure following OFAC guidance updates.
M&A and Greenfield Establishment
“Some transactions move assets. Others build them.”
LED FROM KYIV
Industrial M&A in regulated sectors — asset deals, share deals, joint ventures — and the greenfield establishment of new industrial capacity in Ukraine and Central Europe. From specialty-chemicals acquisitions to the construction of production facilities from the permit stage upward.
Core work
- Industrial M&AShare and asset acquisitions across specialty chemicals, coatings, precision engineering.
- Joint Venture StructuringCross-border JV formation for industrial production and technology transfer.
- Greenfield EstablishmentFacility siting, permitting, regulatory approvals, construction contracts, operational launch.
- Due DiligenceEnvironmental, regulatory, labor, IP, and operational DD led by sector-familiar teams.
- Labor & Workforce TransitionWorks council engagement, collective bargaining interfaces, skilled-labor acquisition.
- Industrial Real EstateSite acquisition, permitting, environmental compliance, construction contracting.
- Post-Closing IntegrationRegulatory harmonization, operational restructuring, supply-chain realignment.
Representative engagements
2026 · POLAND/GERMANY — Asset acquisition of a specialty-coatings production facility from an insolvent German operator, with Polish operational transfer and workforce retention.
2026 · UKRAINE — Greenfield establishment of a Western-partnered agricultural processing facility in Western Ukraine, including permit architecture and DFI-aligned financing.
2025 · AUSTRIA/UKRAINE — Cross-border JV between an Austrian precision-engineering firm and a Ukrainian manufacturer, with technology-transfer controls and staged capital deployment.
Infrastructure & Project Finance
“Infrastructure finance is the legal work of reconciling sovereign risk with private capital.”
LED FROM KYIV
Project finance and infrastructure transaction work across energy, transport, logistics, and reconstruction. PPP structuring, DFI co-financing with EBRD, IFC, EIB, and U.S. DFC; concession agreements; sovereign and sub-sovereign risk allocation; reconstruction-finance frameworks for Ukraine and CEE.
Core work
- PPP StructuringConcession agreements, availability-payment structures, risk allocation frameworks.
- DFI Co-FinancingEBRD, IFC, EIB, and U.S. DFC coordination; MIGA and other political-risk guarantees.
- Energy Project FinancePPAs, grid connection, offtake structures, renewable and conventional generation.
- Reconstruction FinanceUSURIF coordination, EU reconstruction-mechanism integration, bilateral facility design.
- Sovereign Risk AllocationStabilization clauses, change-in-law protection, arbitration seat selection.
- Concession AgreementsHighway, port, airport, and utility concession structuring and renegotiation.
- Political Risk InsuranceMIGA, EXIM, SACE, Hermes, and commercial PRI architecture.
Representative engagements
2026 · UKRAINE/EU — PPP structuring for a reconstruction-phase electricity transmission project, with EBRD and EIB co-financing and a USURIF co-investment tranche.
2025 · ROMANIA/POLAND — Cross-border gas storage facility concession, including sovereign risk allocation and political risk insurance architecture.
2025 · UKRAINE — Reconstruction-finance framework for a Ukrainian rail infrastructure corridor, coordinating EU reconstruction mechanisms with private debt.
Critical Materials & Resource Transactions
“The materials are the strategic asset. The transaction is the instrument.”
LED FROM KYIV
Mining licensing, offtake structuring, processing joint ventures, and critical-materials supply-chain transactions. Ukrainian resource assets under the EU Critical Raw Materials Act framework, cross-border offtake arrangements, and the regulatory and export-control architecture governing industrial minerals.
Core work
- Mining LicensingUkrainian subsoil licensing, Polish and EU mining permit frameworks.
- Offtake AgreementsLong-term offtake structuring, price mechanisms, delivery and quality terms.
- Processing Joint VenturesProcessing-facility JV formation with offtake-linked investment structures.
- EU CRMA ComplianceStrategic Project designation, Union List coordination, reporting frameworks.
- Export Control for MaterialsEAR Part 744, EU 2021/821 Annex I classification, sanctions overlays.
- Environmental & PermittingEIA coordination, permit sequencing, post-closing compliance.
- Counterparty ScreeningBeneficial ownership, sanctions, and security screening of trading counterparties.
Representative engagements
2026 · UKRAINE/EU — Lithium-precursor processing JV structuring under EU Strategic Project designation, with offtake architecture for European battery-grade output.
2026 · UKRAINE/GERMANY — Graphite offtake and processing arrangement for European industrial-grade supply.
2025 · UKRAINE/NETHERLANDS — Rare-earth mining license structuring with cross-border offtake and EU CRMA coordination.
INTEGRATED DELIVERY
Five practices. Three offices. One team.
Our practices are not silos. Every substantial mandate crosses at least three of the five practices, and most cross all five. We staff mandates as integrated teams drawn from the practices involved — with a single relationship partner accountable to the client, and specialists working in parallel rather than sequentially.
Single engagement letter. A mandate crossing four practices is one engagement with one fee structure — not four separate engagements to be reconciled afterwards.
Single relationship partner. Whatever the practice mix, one partner is accountable to the client from pitch to closing. The client calls one person, not five.
Parallel workstreams. Practices work in parallel where the substance allows, which on a typical cross-border matter compresses timelines by months.
THE TEAM
Three partners. Three practice leads. Three meridians.
Paul F. Jannuzzo leads our U.S. practice from Atlanta, bringing fifteen years as General Counsel at Glock, Inc. and operational experience in defense-industrial greenfield establishment. Nikoletta Bielut leads our European practice from Warsaw, with corporate and commercial depth across Polish, German, and EU regulatory environments. Maksym [Surname] leads our Ukrainian practice from Kyiv, with bar admission to the NAAU and operational familiarity with Ukrainian industrial and infrastructure transactions.